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Almost every company formed in the Czech Republic for a foreign owner is a společnost s ručením omezeným, written s.r.o. It is the Czech limited liability company, the form meant by a Czech LLC or a limited liability company in the Czech Republic, governed by the Business Corporations Act (zákon o obchodních korporacích, Act No. 90/2012 Coll., known as ZOK). Each member’s contribution must be at least CZK 1 unless the articles set more (ZOK section 142), and the members answer for the company’s debts only up to the part of their contributions that the commercial register shows as unpaid (section 132(1)). A single founder signs a zakladatelská listina instead of a společenská smlouva, and either must be a notarial deed (section 8).
An akciová společnost (a.s.) needs registered capital of at least CZK 2,000,000 (section 246(2)) and suits investor-backed or regulated businesses. A foreign company that wants a Czech presence without a separate legal person can register a branch, an odštěpný závod (Civil Code section 503(2)). How the s.r.o. compares with an American LLC, tax included, is on our page on the Czech LLC; this page is about registering one.
| Requirement | What Czech law asks | Where it is set |
|---|---|---|
| Members (společníci) | One or more natural or legal persons, with no nationality or residence condition; a foreign person carries on a trade on the same terms as a Czech one | ZOK; Trade Licensing Act section 5(2) |
| Executive director (jednatel) | At least one, with full legal capacity and no disqualification: a ban on holding office, a conviction for fraud, a tax offence or a similar crime, or a bankruptcy still in progress. The appointee declares this to the founders beforehand | ZOK sections 194 and 46; Civil Code section 152(2) |
| Registered office (sídlo) | An address in the Czech Republic the company is entitled to use. The register accepts the owner’s written consent, signed with certified signatures and not older than three months | Civil Code section 136; Public Registers Act section 14 |
| Capital paid before filing | The whole share premium and at least 30% of each cash contribution; the rest by the date in the articles, at most five years after incorporation | ZOK sections 148 and 150 |
| Where the cash goes | A special bank account opened by the contribution administrator (správce vkladů) and blocked until the company exists, unless all cash contributions together are no more than CZK 20,000 | ZOK section 23 |
| Supervisory board | Only where the articles or another law require one | ZOK section 201(1) |
Neither the members nor the jednatel have to live in the Czech Republic, so opening a Czech company from Poland, Slovakia, Germany, the United Kingdom, the United States, Ukraine or the UAE comes down to how the founder signs the notarial deed. There are three ways.
Documents issued abroad that go to the trade office need a translation into Czech by a sworn translator and an authenticated signature, unless they come from a citizen of another EU member state or a company based there and the office has no doubts (Trade Licensing Act section 5(3) and (4)). Management from abroad is a tax point, not an eligibility one: a company with its seat in the Czech Republic is Czech tax resident (Income Tax Act section 17(3)), and where management sits in a treaty country, the treaty settles residence.
A trade licence covers ordinary trades, not financial services. Main investment services need a licence from the Czech National Bank (Capital Market Undertakings Act, No. 256/2004 Coll., section 4a), granted to an a.s. or an s.r.o. with its seat and real seat in the Czech Republic; an s.r.o. that applies must have a supervisory board, and the founders may apply before registration (section 6(1)). Crypto-asset service providers have been authorised by the CNB under the EU MiCA Regulation since Act No. 31/2025 Coll. took effect on 15 February 2025. Each licence follows a review of the particular company, its owners and managers, so no s.r.o. carries one by itself.
| Obligation | Rule | Source |
|---|---|---|
| Corporate income tax | 21% of the tax base | Income Tax Act section 21(1) |
| Tax return | Three months after the tax period ends; four months when it is then filed electronically, which a company with a data box must do anyway; six months where the accounts must be audited or a tax adviser files it | Tax Code sections 72 and 136 |
| Compulsory VAT registration | Payer from 1 January after a calendar year with domestic turnover above CZK 2,000,000, or from the day after turnover in the current year passes CZK 2,536,500; the application is due within 10 working days of crossing | VAT Act sections 6(1), 6(2)(b) and 94(1) |
| Voluntary VAT registration | Open to a company that makes or will make supplies with a right to deduct, unless it is an unreliable person | VAT Act sections 6f(1) and 94a |
| Identified person | A company that is not a payer becomes one on buying a service from a supplier not established in the Czech Republic or on acquiring goods from another member state | VAT Act sections 6g and 6h |
| VAT rates | 21% standard, 12% reduced | VAT Act section 47(1) |
| Annual accounts | Placed in the collection of deeds (sbírka listin) at the latest 12 months after the balance sheet date; small and micro companies without an audit duty need not publish the profit and loss account | Accounting Act section 21a |
| Dividends | 15% withholding tax; 35% for recipients outside the EU and EEA in a state with no applied tax treaty or information exchange agreement; exempt for a parent company in another EU state holding at least 10% for 12 months | Income Tax Act sections 36 and 19(1)(ze) |
The Czech Republic had 97 comprehensive double tax treaties in force at the start of 2026, and a treaty can lower the 15% for a recipient resident in the other state. A foreign company that only has to charge Czech VAT does not need an s.r.o. for it. A taxable person with no seat in the Czech Republic becomes a payer from its first taxable supply there that the customer does not self-account for (VAT Act section 6c(1)), and it can also register voluntarily (section 6f(2)).
A notary can enter a new company in the register as soon as the documents are complete, and a court has five working days, so speed alone rarely justifies buying an existing company. A ready-made s.r.o. earns its place when the date of incorporation matters, when the company has to be a VAT payer already, or when the buyer would rather not assemble founding documents and capital evidence. Our page on ready-made shelf companies in the Czech Republic covers the share transfer and what to check before buying, and our guide to off-the-shelf companies compares the idea across countries.
We can form a new Czech s.r.o. or supply a ready-made one, prepare the founding or transfer documents together with the filings for the commercial register, the trade office and the beneficial owner register, and help prepare the bank application. Where we have a working contact at a suitable bank, we can make an introduction; the bank alone decides. Banks and their document lists are on our page on bank accounts for Czech companies, the Czech Republic overview describes the country, and our guide to Czech companies (in Russian) covers formation and purchase together.
Sign the founding deed of an s.r.o. before a Czech notary, pay at least 30% of each cash contribution, and notify the trade office of the business activities. That notary can then enter the company in the commercial register directly; a court must decide an application within five working days. The company exists from the entry and has 15 days to register for corporate income tax.
Yes. Czech law sets no nationality or residence condition for the members or the jednatel of an s.r.o., and a foreign company can be the sole member. The jednatel needs full legal capacity and must not be disqualified under section 46 of the Business Corporations Act. The company needs a Czech registered office backed by the owner’s consent, and a founder who cannot attend signs through a representative with a certified power of attorney.
Each member’s contribution must be at least CZK 1 unless the articles require more, so a single founder can register an s.r.o. with CZK 1 of capital. Before the application, at least 30% of each cash contribution and any share premium must be paid. When cash contributions exceed CZK 20,000 in total, they go to a special bank account that stays blocked until the company exists.
The law sets the pace of each office, not one overall period. The notary who wrote the founding deed makes the register entry without undue delay once every document is presented. A registry court must enter the company or decide within five working days, failing which the entry is deemed made. The trade office has five working days for a complete notification.
The commercial register and its collection of deeds are public at or.justice.cz, searchable by name or IČO. An s.r.o.’s entry shows its registered office, jednatel, capital and members, with the size of each share and how much of each contribution is paid; the collection holds the articles and the filed accounts. The beneficial owner register is separate and has been closed to the public since 17 December 2025.
A company that carries on a trade needs a trade authorisation for it. The živnost volná, covering most commerce, consulting and IT, needs only a notification; trades that require a qualification are run through a qualified responsible representative; concession trades need a decision of the office. Regulated financial services need a Czech National Bank licence instead. For a new company the authorisation arises on the day of its register entry at the earliest.
Planning a company in the Czech Republic? Tell us who will own and manage it and what it will do, and we will explain what the formation would need. You can also reach us on Telegram or WhatsApp at +48 663 247 166.